Insider filing report for Changes in Beneficial Ownership
- Schedule 13G & 13D forms are used to report a party's ownership of stock which exceeds 5% of a company's total stock issue.
- Schedule 13G is a shorter version of Schedule 13D with fewer reporting requirements.
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United States
Securities and Exchange Commission
Washington, D.C. 20549
SCHEDULE 13D
(Rule 13d-101)
Information to be Included in Statements Filed Pursuant to § 240.13d-1(a) and Amendments Thereto Filed Pursuant to
§ 240.13d-2(a)
Under the Securities Exchange Act of 1934
(Amendment No. 20)*
Medpace Holdings, Inc.
(Name of Issuer)
Common Stock
(Title of Class of Securities)
58506Q109
(CUSIP Number)
August J. Troendle
c/o Medpace Holdings, Inc.
5375 Medpace Way
Cincinnati, OH 45227
Tel: (513) 579-9911
(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)
February 26, 2024
(Date of Event which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. ☐
Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See § 240.13d-7 for other parties to whom copies are to be sent.
| * | The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page. |
The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
| 1 |
NAMES OF REPORTING PERSONS
August J. Troendle | |||||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐ (b) ☒
| |||||
| 3 | SEC USE ONLY
| |||||
| 4 | SOURCE OF FUNDS
PF | |||||
| 5 | Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
☐ | |||||
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION
United States | |||||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7 | SOLE VOTING POWER
806,643 | ||||
| 8 | SHARED VOTING POWER
5,183,019 | |||||
| 9 | SOLE DISPOSITIVE POWER
806,643 | |||||
| 10 | SHARED DISPOSITIVE POWER
;5,183,019 | |||||
| 11 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
6,496,852 | |||||
| 12 | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
☐ | |||||
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
20.8% | |||||
| 14 | TYPE OF REPORTING PERSON
IN | |||||
| 1 |
NAMES OF REPORTING PERSONS
Medpace Investors, LLC | |||||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐ (b) ☒
| |||||
| 3 | SEC USE ONLY
| |||||
| 4 | SOURCE OF FUNDS
OO | |||||
| 5 | Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
☐ | |||||
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware | |||||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7 | SOLE VOTING POWER
0 | ||||
| 8 | SHARED VOTING POWER
5,183,019 | |||||
| 9 | SOLE DISPOSITIVE POWER
0 | |||||
| 10 | SHARED DISPOSITIVE POWER
5,183,019 | |||||
| 11 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
5,183,019 | |||||
| 12 | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
☐ | |||||
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
16.6% | |||||
| 14 | TYPE OF REPORTING PERSON
OO (Limited liability company) | |||||
This Amendment No. 20 to the Schedule 13D (this “Amendment No. 20”) amends and supplements the Statement on Schedule 13D filed with the United States Securities and Exchange Commission on August 26, 2016, as amended by Amendment No. 1 filed on August 8, 2018, Amendment No. 2 filed on October 2, 2018, Amendment No. 3 filed o n February 6, 2019, Amendment No. 4 filed on August 5, 2019, Amendment No. 5 filed on August 7, 2019, Amendment No. 6 filed on August 15, 2019, Amendment No. 7 filed on September 17, 2019, Amendment No. 8 filed on May 8, 2020, Amendment No. 9 filed on July 31, 2020, Amendment No. 10 filed on August 14, 2020, Amendment No. 11 filed on December 21, 2020, Amendment No. 12 filed on April 21, 2021, Amendment No. 13 filed on September 1, 2021, Amendment No. 14 filed on December 23, 2021, Amendment No. 15 filed on July 6, 2022, Amendment No. 16 filed on September 13, 2022, Amendment No. 17 filed September 21, 2022, Amendment No. 18 filed September 22, 2023, and Amendment No. 19 filed December 5, 2023 (collectively, the “Statement”), relating to the common stock (the “Common Stock”), of Medpace Holdings, Inc., a Delaware corporation (the “Issuer”). Capitalized terms used herein without definition shall have the meaning set forth in the Statement.
Item 5. Interest in Securities of the Issuer
Items 5(a) - (b) of the Statement are amended and restated in their entirety as follows: (a) - (b): See Items 7 – 13 of the cover pages above.
Item 5(c) of the Statement is amended and supplemented by inserting the following information:
(c): Medpace Investors, LLC (“MPI”) has sold shares in open market transactions executed pursuant to limit orders between February 16, 2024 and February 27, 2024 as follows:
| Trade Date |
Shares Sold | Price Per Share |
||||||
| 02/16/2024 |
15,742 | $ | 390.81 | (1) | ||||
| 02/16/2024 |
21,586 | $ | 391.42 | (2) | ||||
| 02/16/2024 |
5,794 | $ | 392.48 | (3) | ||||
| 02/16/2024 |
1,757 | $ | 393.76 | (4) | ||||
| 02/16/2024 |
5,121 | $ | 394.49 | (5) | ||||
| 02/20/2024 |
6,136 | $ | 385.27 | (6) | ||||
| 02/20/2024 |
3,268 | $ | 386.21 | (7) | ||||
| 02/20/2024 |
2,624 | $ | 387.60 | (8) | ||||
| 02/20/2024 |
1,859 | $ | 388.52 | (9) | ||||
| 02/20/2024 |
101 | $ | 389.12 | (10) | ||||
| 02/21/2024 |
3,199 | $ | 380.54 | (11) | ||||
| 02/21/2024 |
4,058 | $ | 381.38 | (12) | ||||
| 02/21/2024 |
6,724 | $ | 382.52 | (13) | ||||
| 02/21/2024 |
10,147 | $ | 383.44 | (14) | ||||
| 02/21/2024 |
3,691 | $ | 384.51 | (15) | ||||
| 02/21/2024 |
3,110 | $ | 385.44 | (16) | ||||
| 02/21/2024 |
5,083 | $ | 386.18 | (17) | ||||
| 02/22/2024 |
1,540 | $ | 391.40 | (18) | ||||
| 02/22/2024 |
1,611 | $ | 392.35 | (19) | ||||
| 02/22/2024 |
21,028 | $ | 393.39 | (20) | ||||
| 02/22/2024 |
17,672 | $ | 394.41 | (21) | ||||
| 02/22/2024 |
14,578 | $ | 395.17 | (22) | ||||
| 02/22/2024 |
5,806 | $ | 396.49 | (23) | ||||
| 02/22/2024 |
4,819 | $ | 397.36 | (24) | ||||
| 02/22/2024 |
17,676 | $ | 398.27 | (25) | ||||
| 02/22/2024 |
9,666 | $ | 399.29 | (26) | ||||
| 02/22/2024 |
4,873 | $ | 400.28 | (27) | ||||
| 02/22/2024 |
731 | $ | 401.28 | (28) | ||||
| 02/23/2024 |
452 | $ | 396.77 | (29) | ||||
| 02/23/2024 |
1,883 | $ | 397.88 | (30) | ||||
| 02/23/2024 |
7,273 | $ | 398.75 | (31) | ||||
| 02/23/2024 |
39,444 | $ | 399.79 | (32) | ||||
| 02/23/2024 |
31,718 | $ | 400.57 | (33) | ||||
| 02/23/2024 |
15,784 | $ | 401.81 | (34) | ||||
| 02/23/2024 |
3,446 | $ | 402.25 | (35) | ||||
| 02/26/2024 |
76 | $ | 397.98 | |||||
| 02/26/2024 |
436 | $ | 399.26 | (36) | ||||
| 02/26/2024 |
798 | $ | 400.81 | (37) | ||||
| 02/26/2024 |
22,033 | $ | 401.59 | (38) | ||||
| 02/26/2024 |
21,845 | $ | 402.57 | (39) | ||||
| 02/26/2024 |
8,653 | $ | 403.42 | (40) | ||||
| 02/26/2024 |
1,755 | $ | 404.44 | (41) | ||||
| 02/26/2024 |
1,332 | $ | 405.14 | (42) | ||||
| 02/27/2024 |
3,354 | $ | 399.37 | (43) | ||||
| 02/27/2024 |
8,585 | $ | 400.45 | (44) | ||||
| 02/27/2024 |
10,682 | $ | 401.25 | (45) | ||||
| 02/27/2024 |
12,988 | $ | 402.29 | (46) | ||||
| 02/27/2024 |
13,349 | $ | 403.38 | (47) | ||||
| 02/27/2024 |
1,042 | $ | 404.01 | (48) |
| (1) | The reported price is a weighted average price. These shares were sold in multiple transactions ranging from $390.06 to $391.05. The Reporting Person undertakes to provide full pricing information to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission upon request. |
| (2) | The reported price is a weighted average price. These shares were sold in multiple transactions ranging from $391.06 to $392.05. The Reporting Person undertakes to provide full pricing information to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission upon request. |
| (3) | The reported price is a weighted average price. These shares were sold in multiple transactions ranging from $392.06 to $393.02. The Reporting Person undertakes to provide full pricing information to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission upon request. |
| (4) | The reported price is a weighted average price. These shares were sold in multiple transactions ranging from $393.12 to $394.04. The Reporting Person undertakes to provide full pricing information to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission upon request. |
| (5) | The reported price is a weighted average price. These shares were sold in multiple transactions ranging from $394.06 to $394.95. The Reporting Person undertakes to provide full pricing information to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission upon request. |
| (6) | The reported price is a weighted average price. These shares were sold in multiple transactions ranging from $385.00 to $385.90. The Reporting Person undertakes to provide full pricing information to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission upon request. |
| (7) | The reported price is a weighted average price. These shares were sold in multiple transactions ranging from $386.05 to $386.59. The Reporting Person undertakes to provide full pricing information to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission upon request. |
| (8) | The reported price is a weighted average price. These shares were sold in multiple transactions ranging from $387.06 to $387.97. The Reporting Person undertakes to provide full pricing information to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission upon request. |
| (9) | The reported price is a weighted average price. These shares were sold in multiple transactions ranging from $388.00 to $388.85. The Reporting Person undertakes to provide full pricing information to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission upon request. |
| (10) | The reported price is a weighted average price. These shares were sold in multiple transactions ranging from $389.03 to $389.34. The Reporting Person undertakes to provide full pricing information to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission upon request. |
| (11) | The reported price is a weighted average price. These shares were sold in multiple transactions ranging from $379.96 to $380.94. The Reporting Person undertakes to provide full pricing information to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission upon request. |
| (12) | The reported price is a weighted average price. These shares were sold in multiple transactions ranging from $380.96 to $381.87. The Reporting Person undertakes to provide full pricing information to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission upon request. |
| (13) | The reported price is a weighted average price. These shares were sold in multiple transactions ranging from $381.96 to $382.93. The Reporting Person undertakes to provide full pricing information to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission upon request. |
| (14) | The reported price is a weighted average price. These shares were sold in multiple transactions ranging from $382.98 to $383.95. The Reporting Person undertakes to provide full pricing information to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission upon request. |
| (15) | The reported price is a weighted average price. These shares were sold in multiple transactions ranging from $383.97 to $384.88. The Reporting Person undertakes to provide full pricing information to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission upon request. |
| (16) | The reported price is a weighted average price. These shares were sold in multiple transactions ranging from $384.985 to $385.95. The Reporting Person undertakes to provide full pricing information to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission upon request. |
| (17) | The reported price is a weighted average price. These shares were sold in multiple transactions ranging from $385.98 to $386.56. The Reporting Person undertakes to provide full pricing information to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission upon request. |
| (18) | The reported price is a weighted average price. These shares were sold in multiple transactions ranging from $390.86 to $391.84. The Reporting Person undertakes to provide full pricing information to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission upon request. |
| (19) | The reported price is a weighted average price. These shares were so ld in multiple transactions ranging from $391.87 to $392.76. The Reporting Person undertakes to provide full pricing information to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission upon request. |
| (20) | The reported price is a weighted average price. These shares were sold in multiple transactions ranging from $392.86 to $393.81. The Reporting Person undertakes to provide full pricing information to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission upon request. |
| (21) | The reported price is a weighted average price. These shares were sold in multiple transactions ranging from $393.885 to $394.85. The Reporting Person undertakes to provide full pricing information to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission upon request. |
| (22) | The reported price is a weighted average price. These shares were sold in multiple transactions ranging from $394.855 to $395.82. The Reporting Person undertakes to provide full pricing information to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission upon request. |
| (23) | The reported price is a weighted average price. These shares were sold in multiple transactions ranging from $395.86 to $396.83. The Reporting Person undertakes to provide full pricing information to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission upon request. |
| (24) | The reported price is a weighted average price. These shares were sold in multiple transactions ranging from $396.86 to $397.85. The Reporting Person undertakes to provide full pricing information to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission upon request. |
| (25) | The reported price is a weighted average price. These shares were sold in multiple transactions ranging from $397.86 to $398.85. The Reporting Person undertakes to provide full pricing information to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission upon request. |
| (26) | The reported price is a weighted average price. These shares were sold in multiple transactions ranging from $398.90 to $399.78. The Reporting Person undertakes to provide full pricing information to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission upon request. |
| (27) | The reported price is a weighted average price. These shares were sold in multiple transactions ranging from $399.86 to $400.755. The Reporting Person undertakes to provide full pricing information to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission upon request. |
| (28) | The reported price is a weighted average price. These shares were sold in multiple transactions ranging from $400.97 to $401.45 The Reporting Person undertakes to provide full pricing information to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission upon request. |
| (29) | The reported price is a weighted average price. These shares were sold in multiple transactions ranging from $396.15 to $397.03. The Reporting Person undertakes to provide full pricing information to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission upon request. |
| (30) | The reported price is a weighted average price. These shares were sold in multiple transactions ranging from $397.29 to $398.14. The Reporting Person undertakes to provide full pricing information to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission upon request. |
| (31) | The reported price is a weighted average price. These shares were sold in multiple transactions ranging from $398.15 to $399.14. The Reporting Person undertakes to provide full pricing information to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission upon request. |
| (32) | The reported price is a weighted average price. These shares were sold in multiple transactions ranging from $399.15 to $400.145. The Reporting Person undertakes to provide full pricing information to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission upon request. |
| (33) | The reported price is a weighted average price. These shares were sold in multiple transactions ranging from $400.15 to $401.145. The Reporting Person undertakes to provide full pricing information to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission upon request. |
| (34) | The reported price is a weighted average price. These shares were sold in multiple transactions ranging from $401.18 to $402.14. The Reporting Person undertakes to provide full pricing information to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission upon request. |
| (35) | The reported price is a weighted average price. These shares were sold in multiple transactions ranging from $402.15 to $402.50. The Reporting Person undertakes to provide full pricing information to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission upon request. |
| (36) | The reported price is a weighted average price. These shares were sold in multiple transactions ranging from $399.05 to $400.00. The Reporting Person undertakes to provide full pricing information to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission upon request. |
| (37) | The reported price is a weighted average price. These shares were sold in multiple transactions ranging from $400.64 to $400.98. The Reporting Person undertakes to provide full pricing information to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission upon request. |
| (38) | The reported price is a weighted average price. These shares were sold in multiple transactions ranging from $401.02 to $401.97. The Reporting Person undertakes to provide full pricing information to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission upon request. |
| (39) | The reported price is a weighted average price. These shares were sold in multiple transactions ranging from $401.98 to $402.975. The Reporting Person undertakes to provide full pricing information to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission upon request. |
| (40) | The reported price is a weighted average price. These shares were sold in multiple transactions ranging from $402.98 to $403.95. The Reporting Person undertakes to provide full pricing information to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission upon request. |
| (41) | The reported price is a weighted average price. These shares were sold in multiple transactions ranging from $403.98 to $404.92. The Reporting Person undertakes to provide full pricing information to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission upon request. |
| (42) | The reported price i s a weighted average price. These shares were sold in multiple transactions ranging from $405.00 to $405.72. The Reporting Person undertakes to provide full pricing information to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission upon request. |
| (43) | The reported price is a weighted average price. These shares were sold in multiple transactions ranging from $398.84 to $399.82. The Reporting Person undertakes to provide full pricing information to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission upon request. |
| (44) | The reported price is a weighted average price. These shares were sold in multiple transactions ranging from $399.85 to $400.83. The Reporting Person undertakes to provide full pricing information to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission upon request. |
| (45) | The reported price is a weighted average price. These shares were sold in multiple transactions ranging from $400.84 to $401.80. The Reporting Person undertakes to provide full pricing information to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission upon request. |
| (46) | The reported price is a weighted average price. These shares were sold in multiple transactions ranging from $401.85 to $402.825. The Reporting Person undertakes to provide full pricing information to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission upon request. |
| (47) | The reported price is a weighted average price. These shares were sold in multiple transactions ranging from $402.84 to $403.78. The Reporting Person undertakes to provide full pricing information to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission upon request. |
| (48) | The reported price is a weighted average price. These shares were sold in multiple transactions ranging from $403.91 to $404.17. The Reporting Person undertakes to provide full pricing information to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission upon request. |
Item 7. Materials to be Filed as Exhibits
| Exhibit |
Description | |
| 1 | Joint Filing Agreement* | |
| 2 | Registration Rights Agreement* | |
| * | Filed in the Statement. |
SIGNATURES
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
Date: February 28, 2024
| /s/ August J. Troendle |
| August J. Troendle |
| Medpace Investors, LLC |
| /s/ August J. Troendle |
| Name: August J. Troendle |
| Title: Sole Manager |